EMERYVILLE, Calif. — Pulsating dance music and acres of underdressed female flesh make Race 2 easy to endure, if not exactly enjoy.

But filmmaking brothers Abbas and Mastan Burmawala try so hard to entertain by any means necessary that they’ve overlooked creating characters the audience can care about. By the middle of hour two, we’re itching for the finish line.

Expect merely a middling box office take for this film, a sequel to the Burmawalas’ hit 2008 action thriller Race: its ramped-up violence and risque take on sex will scare away a mass Indian audience.

Suave Ranveer Singh (Saif Ali Khan), from the original Race, becomes entangled with the fortunes of Armaan Malik (John Abraham, Water), a former street fighter-turned-billionaire crime lord. Armaan and his sister, Elena (Deepika Padukone), are adept at tricking folks out of suitcases of cash, while Armaan’s girlfriend Omisha (Jacqueline Fernandez), a flirty pickpocket, sets her sights on Ranveer with an agenda of her own.

Police inspector Robert D’Costa (Anil Kapoor, also from the original), who has now joined the bad guys’ side, is along for comic relief — accompanied by a tiresome running gag about the insatiable carnal appetites of his ditsy secretary (Ameesha Patel).

As Ranveer, Armaan, Elena and Omisha frolic in shrunken costumes to an endless procession of disco numbers, their sports cars, helicopters, casinos, yachts and penthouses all become a blur, and their double-crossing, flirting and trickery tangle into a confusing mess. And yes, there is a hint at a possible Race 3.

Despite the ridiculousness of the story and the cobwebs around Shiraz Ahmed’s script, (“Revenge is a dish best served cold,” smirks Ranveer), Race 2 does have a few things going for it — infectious songs and shamelessly hammy, yet entertaining performances from Abraham, Padukone, Khan and Kapoor.

Miss Sri Lanka Jacqueline Fernandez, a leggy beauty with a talent for action who now counts seven Indian films under her belt, is another plus. Welcome to Bollywood, Miss Fernandez.

The action takes place largely in Turkey and Cyprus, but moves to Italy when Race 2’s silliness reaches an apex: The team decides to travel to Torino to pull off a multi-billion-euro heist of the glass-encased Shroud of Turin. If the Burmawalas’ version of things is to be believed, the barricade protecting this priceless relic is less effective than the sneeze guard at Sizzler.